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§12A-9-105.
§12A-9-105.
Definitions and Index of Definitions.
(1) In this article unless the context otherwise requires:
(a) "Account debtor" means the person who is obligated on an account,
chattel paper or general intangible;
(b) "Chattel paper" means a writing or writings which evidence both a
monetary obligation and a security interest in or a lease of specific
goods, but a charter or other contract involving the use or hire of a
vessel is not chattel paper. When a transaction is evidenced both by
such a security agreement or a lease and by an instrument or a series
of instruments, the group of writings taken together constitutes
chattel paper;
(c) "Collateral" means the property subject to a security interest and
includes accounts and chattel paper which have been sold;
(d) "Debtor" means the person who owes payment or other performance of
the obligation secured, whether or not he owns or has rights in the
collateral, and includes the seller of accounts or chattel paper.
Where the debtor and the owner of the collateral are not the same
person, the term "debtor" means the owner of the collateral in any
provision of the article dealing with the collateral, the obligor in
any provision dealing with the obligation, and may include both where
the context so requires;
(e) "Deposit account" means a demand, time, savings, passbook or like
account maintained with a bank, savings and loan association, credit
union or like organization, other than an account represented by a
certificate of deposit. A certificate of deposit includes:
(i) an instrument as defined in paragraph (i) of this subsection
whether the instrument is subject to Section 3-104 of this title or
not because it is not payable to order;
(ii) a writing that contains both an acknowledgment by a bank as
defined in subsection (1) of Section 4-105 of this title that a sum of
money has been received by the entity and its promise to repay the sum
of money and that is considered to be a certificate of deposit by the
entity that issues it, even if the writing provides that it is
"nontransferable" or uses similar language; and
(iii) an uncertificated obligation of a bank as described in
subparagraph (ii) of this paragraph not represented by a writing but
only by an entry on the books of the bank and any documentation given
to the customer of the bank.
A written certificate of deposit shall be considered an instrument
within the definition in paragraph (i) of this subsection, and an
uncertificated certificate of deposit shall be considered a general
intangible;
(f) "Document" means document of title as defined in Section 1-201 of
this title, and a receipt of the kind described in subsection (2) of
Section 7-201 of this title;
(g) "Encumbrance" includes real estate mortgages and other liens on
real estate and all other rights in real estate that are not ownership
interests;
(h) "Goods" includes all things which are movable at the time the
security interest attaches or which are fixtures as described in
Section 9-313 of this title, but does not include money, documents,
instruments, investment property, commodity contracts, accounts,
chattel paper, general intangibles, or minerals or the like, including
oil and gas, before extraction;
(i) "Instrument" means a negotiable instrument as defined in Section
3-104 of this title, or any other writing which evidences a right to
the payment of money and is not itself a security agreement or lease
and is of a type which is in ordinary course of business transferred
by delivery with any necessary endorsement or assignment. The term
does not include investment property;
(j) "Mortgage" means a consensual interest created by a real estate
mortgage, a trust deed on real estate, or the like;
(k) An advance is made "pursuant to commitment" if the secured party
has bound himself to make it, whether or not a subsequent event of
default or other event not within his control has relieved or may
relieve him from his obligation;
(l) "Security agreement" means an agreement which creates or provides
for a security interest;
(m) "Secured party" means a lender, seller or other person in whose
favor there is a security interest, including a person to whom
accounts or chattel paper have been sold. When the holders of
obligations issued under an indenture of trust, equipment trust
agreement or the like are represented by a trustee or other person,
the representative is the secured party; and
(n) "Transmitting utility" means any person primarily engaged in the
railroad, street railway or trolley bus business, the electric or
electronics communications transmission business, the transmission of
goods by pipeline, or the transmission or the production and
transmission of electricity, steam, gas or water, or the provision of
sewer service.
(2) Other definitions applying to this article and the sections in
which they appear are:
"Account". Section 9-106.
"Attach". Section 9-203.
"Commodity contract". Section 9-115.
"Commodity customer". Section 9-115.
"Commodity intermediary". Section 9-115.
"Construction mortgage". Section 9-313(1).
"Consumer goods". Section 9-109(1).
"Control". Section 9-115.
"Equipment". Section 9-109(2).
"Farm products". Section 9-109(3).
"Fixture". Section 9-313.
"Fixture filing". Section 9-313.
"General intangibles". Section 9-106.
"Inventory". Section 9-109(4).
"Investment property". Section 9-115.
"Lien creditor". Section 9-301(3).
"Proceeds". Section 9-306(1).
"Purchase money security interest". Section 9-107.
"United States". Section 9-103.1.
(3) The following definitions in other articles apply to this article:
"Broker". Section 8-102.
"Certificated security". Section 8-102.
"Check". Section 3-104.
"Clearing corporation". Section 8-102.
"Contract for sale". Section 2-106.
"Control". Section 8-106.
"Delivery". Section 8-301.
"Entitlement holder". Section 8-102.
"Financial asset". Section 8-102.
"Holder in due course". Section 3-302.
"Letter of credit". Section 5-102.
"Note". Section 3-104.
"Proceeds of a letter of credit". Section 5-114(a).
"Sale". Section 2-106.
"Securities intermediary". Section 8-102.
"Security". Section 8-102.
"Security certificate". Section 8-102.
"Security entitlement". Section 8-102.
"Uncertificated security". Section 8-102.
(4) In addition Article 1 contains general definitions and principles
of construction and interpretation applicable throughout this article.
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